File No. 70-7574
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-1
-----------------------------------------
POST-EFFECTIVE AMENDMENT NO. 8
to
APPLICATION and/or DECLARATION
Under
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
-----------------------------------------
System Fuels, Inc.
639 Loyola Avenue
New Orleans, Louisiana 70113
Arkansas Power & Light Company
425 West Capitol, 40th Floor
Little Rock, Arkansas 72201
Louisiana Power & Light Company
639 Loyola Avenue
New Orleans, Louisiana 70113
Mississippi Power & Light Company
P. O. Box 1640
Jackson, Mississippi 39215-1640
New Orleans Public Service Inc.
639 Loyola Avenue
New Orleans, Louisiana 70113
(Names of companies filing this statement and addresses
of principal executive offices)
-----------------------------------------
Entergy Corporation
(Name of top registered holding company
parent of each applicant and/or declarant)
-----------------------------------------
Gerald D. McInvale,
Senior Vice President and Chief Financial Officer
System Fuels, Inc.
639 Loyola Avenue
New Orleans, Louisiana 70113
Gerald D. McInvale,
Senior Vice President and Chief Financial Officer
Arkansas Power & Light Company
425 West Capitol, 40th Floor
Little Rock, Arkansas 72201
Gerald D. McInvale,
Senior Vice President and Chief Financial Officer
Louisiana Power & Light Company
639 Loyola Avenue
New Orleans, Louisiana 70113
Gerald D. McInvale,
Senior Vice President and Chief Financial Officer
Mississippi Power & Light Company
P. O. Box 1640
Jackson, Mississippi 39215-1640
Gerald D. McInvale,
Senior Vice President and Chief Financial Officer
New Orleans Public Service Inc.
639 Loyola Avenue
New Orleans, Louisiana 70113
(Names and addresses of agents for service)
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The Commission is also requested to send copies of any
communications in connection with this matter to:
Laurence M. Hamric, Esq. Thomas J. Igoe, Jr., Esq.
Denise C. Redmann, Esq. Reid & Priest, LLP
639 Loyola Avenue 40 West 57th Street
26th Floor New York, New York 10019
New Orleans, Louisiana 70113
<PAGE>
ITEM 1. DESCRIPTION OF PROPOSED TRANSACTIONS
1. Item 1 of the Application-Declaration on Form U-1, as
heretofore amended in this proceeding, is hereby further amended
and supplemented by the deletion of the final four paragraphs
thereof and the addition of the following at the end thereof:
"Pursuant to the Commission's orders, dated January 31,
1989, October 30, 1990 and December 2, 1991 in this File (Release
Nos. 35-24809, 35-25180 and 35-25417), SFI, in order to finance
its fuel oil inventory and related receivables, entered into a
revolving credit agreement, dated as of January 31, 1989, as
amended ("Agreement"), with B of A. Under the Agreement, B of A
makes loans to SFI in amounts not in excess of $20,000,000<FN1>
at any one time outstanding. For further information with
respect to the terms of this arrangement, reference is made to
the Application-Declaration, as amended, in this File, to
Exhibits B-1 and B-3 through B-7 thereto and to the orders of the
Commission thereon.
The Agreement originally provided that it would expire on
January 31, 1992, subject to provisions for annual extensions
thereafter. Specifically, the Agreement expiration date may be
extended each year for additional one-year periods upon SFI's
request by December 1 two years prior to the then current
Agreement expiration date and acceptance of such extension by B
of A by the following January 31. At SFI's request, the
Commission's January 31, 1989 Order reserved jurisdiction to pass
upon the terms and conditions of any extension of the term of the
Agreement. Pursuant to the Commission's supplemental orders
dated October 30, 1990 (Release No. 35-25180), December 2, 1991
(Release No. 35-25417), and October 15, 1993, (Release No. 35-
25909), in this File, and based on B of A's consent to extend the
term, the Agreement expiration date was extended to January 31,
1995. B of A has, pursuant to a written request of SFI, agreed
to further extend the term of the Agreement to January 31, 1996
upon the same terms and conditions as are presently contained in
the Agreement (see Exhibit B-1(j) hereto), and SFI hereby seeks
authorization with respect to such extension.
SFI will continue to use the proceeds of the Loans under the
Agreement to finance the acquisition and ownership by SFI of its
fuel oil inventory. Based upon current estimates, SFI expects to
have fuel oil inventory with a maximum aggregate fair market
value at any one time of approximately $27 million in 1995, and
approximately $28 million in 1996."
___________________
<FN1> Effective February 1, 1992, SFI reduced the commitment
available under the Agreement from $30,000,000 to
$20,000,000.
<PAGE>
ITEM 5. PROCEDURE
1. Item 5 of the Application-Declaration on Form U-1, as
heretofore amended, is hereby further amended and
supplemented by adding the following at the end thereof:
"The parties hereby request that the Commission's
supplemental order authorizing the proposed one-year
extension of the Agreement be issued as soon as
practicable."
ITEM 6. EXHIBITS AND FINANCIAL STATEMENTS
Exhibit B-1(j) - B of A's written consent to
extension of Agreement through
January 31, 1996.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935 the undersigned companies have duly caused
this amendment to be signed on their behalf by the undersigned
thereunto duly authorized.
SYSTEM FUELS, INC.
ARKANSAS POWER & LIGHT COMPANY
MISSISSIPPI POWER & LIGHT COMPANY
LOUISIANA POWER & LIGHT COMPANY
NEW ORLEANS PUBLIC SERVICE INC.
By: /s/ Gerald D. McInvale
Gerald D. McInvale
Senior Vice-President and
Chief Financial Officer
Date: January 6, 1995
Exhibit B-1(j)
[Letterhead of System Fuels, Inc.]
November 20, 1992
Mr. Michael J. Jester
Bank of America National Trust
and Savings Association
Utilities/Telecommunications-5164
555 South Flower Street
Los Angeles, CA 90071
Re: System Fuels, Inc. ("Company") - Revolving Credit Agreement,
dated January 31, 1989
Dear Mr. Nester:
With reference to Section 2.9 of the above-referenced Revolving
Credit Agreement (the "Credit Agreement"; the defined terms used
herein having the meanings ascribed to them in the Credit
Agreement), the Company, subject to any necessary filings with,
and the receipt of any necessary orders from, the SEC under the
Act, requests that the Expiration Date be extended from January
31, 1995 to January 31, 1996. If the foregoing is acceptable to
you, please indicate your acceptance by January 31, 1993 by
signing in the appropriate space provided below.
Sincerely,
By: /s/ H. Stuart Ball
H. Stuart Ball
Title: Treasurer
The foregoing is ACCEPTED this
22nd day of January, 1993
BANK OF AMERICA NATIONAL TRUST
AND SAVINGS ASSOCIATION
By: /s/ L. Kannegieter
Lori Y. Kannegieter
Title: Vice President
cc: Bank of America National Trust and
Savings Association
Payment Services Operations #5693
Attention: Account Administrator
